Written by BRIAN MICHAEL BENDIS, Pencils and Cover by MARK BAGLEY
"Deadpool," Part 2 (of 5). Spidey makes a trip to the X-Mansion to hang out with new gal pal Kitty Pryde only to find the School For Gifted Youngsters has been taken over by -- Ultimate Deadpool and his Marauders! Uh-oh. Seems like a good time to cut class. Guest-starring the Ultimate X-Men!